1 The Association shall be known as "MUSIC:LINK"
2. The objectives of the Association are:
To educate and promote the education of individuals within the Lincolnshire and
East Midlands area through the participation, study and appreciation of the art
and science of music so that their personal, creative and artistic development
may be enhanced.
b. To promote any other charitable purposes
that the trustees from time to time determine.
3. Full membership of MUSIC:LINK shall be open to:-
a. Individuals of 18 years and over who are interested in furthering
the work of MUSIC:LINK and who have paid the annual subscription as determined
from time to time by the Executive Committee hereinafter mentioned.
National, international and local voluntary or other non-profit distributing organisations,
whether corporate or unincorporated, that are interested in furthering the said
work of MUSIC:LINK and have paid the annual subscription as aforesaid.
Business organisations, whether corporate or unincorporated, that are interested
in furthering the said work of MUSIC:LINK and have paid the annual subscription
d. Associate Membership may be granted, at the
discretion of the Executive Committee, to organisations with similar objectives
to Music:Link or to individuals within an existing Full membership to cater for
separate mailing requirements. Associate members shall be entitled to vote only
if they are representing the Full Member.
4. Junior membership
shall be open to those under the age of 18 years who are interested in furthering
the work of MUSIC:LINK. Junior members shall not be entitled to vote.
Honorary members may be appointed at the discretion of the Executive Committee.
Honorary members shall not be entitled to vote.
6. Each member
organisation shall appoint one individual person to represent it and vote on its
behalf at General Meetings of MUSIC:LINK. In the event of such individual person
resigning from or otherwise leaving an organisation, he or she shall forthwith
cease to be a representative thereof.
7. Each member organisation
a A deputy to replace its appointed representative
if the latter is unable to attend any particular meeting of MUSIC:LINK
Observers to attend any such meeting. These observers shall not be entitled to
vote on proposals at the meetings.
8. The Executive Committee
of MUSIC:LINK shall have the right:
a. To approve or reject
applications for membership
b. For good and sufficient reason,
to terminate the membership of any individual or organisation PROVIDED that the
individual member concerned or the individual representing such organisation (as
the case may be) shall have the right to be heard by the Executive Committee of
MUSIC:LINK before a final decision is made.
9. At the Annual General Meeting hereinafter
mentioned, the Association shall elect a Chairman, Vice-Chairman, Treasurer, General
Secretary and such other Honorary Officers as the Association shall from time
to time decide.
10. The offices of Chairman and Vice-Chairman
shall become vacant in alternate years. The Honorary Officers of the Association
shall hold office until the conclusion of the next Annual General Meeting after
their election but shall be eligible for re-election.
Chairman and Honorary Officers shall be ex officio members of the Association,
the Executive Committee and of any other committee.
Association shall appoint one or more qualified independent examiners and may
determine their remuneration (if any).
13. Subject as hereinafter mentioned the
policy and general management of the affairs of the Association shall be directed
by an Executive Committee (hereinafter called `the Committee') which shall meet
not less than four times a year and, when complete, shall consist of not less
than four and not more than twelve members.
14. The members
of the Committee shall be elected at the Annual General Meeting of the Association.
15. Election to the Committee shall be for a term of one year.
16. In addition to the members so elected and to those serving
by virtue of clause 11 above, the Committee may co-opt up to two further members
being full members of the Association, whether individual or representative, who
shall serve until the conclusion of the next Annual General Meeting after individual
co-option PROVIDED THAT the number of co-opted members shall not exceed one third
of the total membership of the Committee at the time of co-option. Co-opted members
shall be entitled to vote at meeting of the Committee.
Any casual vacancy in the Committee may be filled by the Committee and any person
appointed to fill such a casual vacancy shall hold office until the conclusion
of the next Annual General Meeting of the Association and shall be eligible for
election at that meeting.
18. The proceedings of the Committee
shall not be invalidated either by a failure to elect or any defect in the election,
appointment, co-option or qualification of any member.
An Emergency Committee consisting of the Chairman, Treasurer and General Secretary
and one other committee member may be appointed with power to deal with any matter
arising as an emergency. Any decisions or action taken by this Emergency Committee
must be reported to the full Committee as soon as convenient.
The Committee may appoint such special or standing committees as may be deemed
necessary by the Committee and shall determine their terms of reference, powers,
composition and duration. All acts and proceedings of such special or standing
committees shall be reported to the Committee as soon as possible.
21. The committee shall have power to establish
local branches for the furtherance of the said objects. Each branch so established
shall comply with and be subject to the following regulations:
The branch shall act in pursuance of the said objects and of the policy of the
Association and shall be subject to such conditions as may from time to time be
laid down by the Committee.
b. The title of the branch shall
be subject to the prior approval of the Committee. No branch shall be entitled
to use the expression MUSIC:LINK in its title unless at least one member of the
branch's governing body is a full member of the Association.
The branch will be deemed to have adopted the model rules for branches as prescribed
from time to time by the Committee unless it has, with the prior approval of the
Committee, adopted other rules.
d. The branch may publish literature
solely in the name of the branch for local purposes but such literature shall
not contain any statement contrary to the said objects or the policy of the Association.
e. Representations of whatever kind to other bodies and/or
individuals may only be made by the branch through or with the prior approval
of the Committee.
f. All legacies bequeathed to the Association
shall be received by the Treasurer or other appropriate officer of the Association
but, subject to any special trusts by which such legacies may be affected, the
Committee shall have power to direct that any legacy or the income therefrom shall
be paid to a particular branch.
g. The branch may be empowered
by the Committee to receive donations and any money received or raised by it may
be expended by the branch in its area solely for the furtherance of the said objects.
h. Subject to these regulations, the branch may generally manage
its own affairs and shall be solely responsible for its own debts and liabilities
and shall not pledge the credit of the Association or that of the Committee or
of any individual member of the Committee.
OF THE ASSOCIATION
22. ANNUAL GENERAL MEETING An
Annual General Meeting of the Association shall be held every year at a time (not
being more than 15 months after the holding of the preceding Annual General Meeting)
and place as the Committee shall determine. At least 21 clear daysí notice shall
be given in writing by the General Secretary to each member. At such Annual General
Meeting the business shall include the election of Honorary Officers; the election
of full members to serve on the Committee; the appointment of an independent examiner
or examiners; the consideration of an annual report of the work done by or under
the auspices of the Committee and of the examined accounts; and the transaction
of such other matters as may from time to time be necessary.
EXTRAORDINARY GENERAL MEETING
An Extraordinary General Meeting of the
Association may be called:
a. By the Chairman of the Committee at any time
at his/her discretion.
b. By the General Secretary, when requested by not
less than 12 full members, whether individual or representative, giving written,
signed notice with reasons for the request. The General Secretary shall call an
Extraordinary General Meeting of the Association within 21 days of receiving such
HONORARY OFFICERS AND COMMITTEE MEMBERS
Only full members of the Association, either individuals or representatives, shall
be eligible to serve as Honorary Officers or members of the Committee. Nominations
for Honorary Officers or members of the Committee must be made by full members
of the Association in writing and must be in the hands of the General Secretary
at least 14 days before the Annual General Meeting. Should nominations exceed
vacancies, election shall be by ballot or by a system of postal voting, the arrangements
for which shall be made by the Committee. [Election by postal vote is an alternative
to the normal ballot procedure and is generally only suitable where the membership
(or a majority) is handicapped or far-flung.]
OF PROCEDURE AT MEETINGS
quorum at a meeting of the Committee or any committee appointed under Clause 20
hereof shall be one third of the membership of the Committee or committee (as
the case may be) (or such other number as the Association may, in General Meeting,
from time to time determine).
questions arising at any meeting of any committee shall be decided by a simple
majority of those present and entitled to vote thereat (save as otherwise herein
provided). In any such committee meeting, no person shall exercise more than one
vote, notwithstanding that he or she may have been appointed to represent two
or more interests. In case of an equality of votes the chairman of the meeting
shall have a second or casting vote.
b. At any General meeting
of the Association, all questions arising shall be decided by a simple majority
of those present and entitled to vote thereat (save as otherwise herein provided).
Arrangements for proxy voting may, from time to time, be made by the Committee
PROVIDED ALWAYS THAT no such arrangements shall be made without regard to Clauses
36 and 37 hereof. In any such General meeting, a person representing two or more
interests may exercise voting rights on behalf of each and every such interest.
In case of an equality of votes the chairman of the meeting shall have the casting
Minute books shall be kept by the
Committee and all other committees, and the appropriate secretary shall enter
therein a record of all proceedings and resolutions.
ORDERS AND RULES
The Committee shall have power to adopt and issue Standing
Orders and/or Rules for the Association. Such Standing Orders and/or Rules shall
come into operation immediately PROVIDED ALWAYS that they shall be subject to
review by the Association in General Meeting and shall not be inconsistent with
the provisions of this Constitution.
All moneys raised by or on behalf of the Association shall be applied to further
the objects of the Association and for no other purpose PROVIDED THAT nothing
herein contained shall prevent the payment, in good faith, of reasonable and proper
remuneration to any employee of the Association or the repayment to members of
the Committee or of any committee appointed under Clause 20 hereof of reasonable
30. The Honorary Treasurer shall keep
proper accounts of the finances of the Association.
accounts shall be examined at least once a year by the independent examineror
examiners appointed at the Annual General Meeting.
32. A statement
of the examined accounts for the last financial year shall be submitted by the
Committee to the Annual General Meeting as aforesaid.
bank account shall be opened in the name of the Association with such bank as
the committee shall from time to time decide. The Committee shall authorise in
writing the Chairman, Treasurer, the General Secretary of the Association and
other members of the Committee to sign cheques on behalf of the Association. All
cheques must be signed by not less than two of the authorised signatories.
34. The financial year shall end on March 31st.
35. The Association
may receive donations, grants in aid and financial guarantees. Tickets for any
or all of its concerts and other events may be offered for sale to the public.
ALTERATIONS TO THE CONSTITUTION
36. Any alteration of this Constitution shall receive the assent
of not less than two thirds of full membership of the Association present and
voting at a meeting specially called for the purpose PROVIDED THAT notice of any
such alteration shall have been received by the General Secretary in writing not
less than 21 clear days before the meeting at which the alteration is to be proposed.
At least 14 clear days' notice in writing of such a meeting, setting forth the
terms of the alteration, shall be sent by the General Secretary to each member
of the Association.
37. If the Committee, by a simple majority, decide at any time
that on the ground of expense or otherwise it is necessary or advisable to dissolve
the Association, it shall call a meeting of all members of the Association who
have power to vote, of which meeting not less than 21 days' notice (stating the
terms of the Resolution to be proposed thereat) shall be given. If such decision
shall be confirmed by two thirds majority of those present and voting at such
meeting, the Committee shall have the power to dispose of any assets held by or
on behalf of the Association. Any assets remaining after the satisfaction of any
proper debts and liabilities shall be given or transferred to such charitable
institutions having objects similar to the objects of the Association as the Committee
Any notices may be served by the General Secretary on any member either personally
or on its appointed representative as the case may be, or by sending it through
the post in a pre-paid letter addressed to such member at his, her or its last
known address in the United Kingdom, any letter so sent shall be deemed to have
been received within ten days of posting.
All clauses within this Constitution shall be interpreted teleologically.